TIDMPODP
RNS Number : 0609C
Pod Point Group Holdings PLC
18 February 2022
18 February 2022
Pod Point Group Holdings PLC (Symbol: PODP)
Preliminary unaudited results for the period ended 31 December
2021
"Strong financial and strategic performance with excellent
momentum"
Pod Point Group Holdings plc (the "Company") and its
subsidiaries (the "Group"), one of the UK's market leading
providers of Electric Vehicle ("EV") charging solutions is pleased
to announce its preliminary unaudited results for the year ended 31
December 2021.
Financial Summary
Year to 31.12.21 Year to 31.12.20 Year on year 11 months
GBP'000 GBP'000 change to 31.12.20(1)
GBP'000
Total revenue 61,415 33,082 86% 31,026
Home 40,272 20,340 98% 19,356
Commercial 17,959 10,922 64% 10,010
Other(3) 3,184 1,820 108% 1,660
Gross profit 16,345 8,203 99% 7,716
Gross margin 27% 25% +2% 25%
-------------------- ----------------- ----------------- ------------- ----------------
Home gross profit 11,347 5,126 122% 4,936
Home gross margin 28% 25% +3% 26%
-------------------- ----------------- ----------------- ------------- ----------------
Commercial gross
profit 3,929 2,447 61% 2,262
Commercial gross
margin 22% 22% - 23%
-------------------- ----------------- ----------------- ------------- ----------------
Adjusted EBITDA(2) 58 (331) 389 (55)
EBITDA (8,103) (8,549) 446 (7,971)
Loss before
tax (14,322) (12,959) (1,363) (12,193)
Closing cash
and short term
investments 96,112 2,943 93,169 2,943
(1) See Notes regarding comparative periods
(2) See Notes of this report for definition of Adjusted
EBITDA
(3) See Notes for definition
Notes
Adjusted EBITDA is defined as earnings before interest, tax,
depreciation and amortisation and also excluding both amounts
charged to the income statement in respect of the Group's share
based payments arrangements and adjusting for large corporate
transaction and restructuring costs. These have been separately
identified by the Directors and adjusted to provide an underlying
measure of financial performance. The reconciliation is set out on
the income statement and note 6 provides a summary of the amounts
arising from the large corporate transactions and restructuring
costs.
The listed entity Pod Point Group Holdings plc (formerly called
EDF Energy EV Limited) was incorporated on 29th January 2020 and
was used to acquire the Pod Point business at that time.
Consequently the Annual Report and detailed financial disclosure in
this document discloses eleven month comparatives for the period
from 29 Janaury 2020 to 31st December 2020. The Pod Point business,
however, traded for the full year of 2020 and full year financial
disclosures were included in the Prospectus, published as part of
the business' listing on the London Stock Exchange on 9th November
2021. These summary tables and Business Review compare the
financial results for the year to 31st December 2021 with the
financial results for the year to 31st December 2020 to allow
easier comparison by readers of this document.
Average annual recurring revenue per unit is calculated as
annual recurring revenue divided by the total number of Commerical
units installed and able to communicate at a period end. Commercial
units shipped but not installed by Pod Point are not included in
this statistic.
"Other" revenue includes Recurring revenue for the year ended 31
December 2021 of GBP918k compared to GBP551k for the full year of
2020 (11 months 2020: GBP511k), Owned Asset revenue for the year
ended 31 December 2021 of GBP2,033k compared to GBP868k for the
full year of 2020 (11 months 2020: GBP868k) and Norway revenue for
the year ended 31 December 2021 of GBP233k compared to GBP401k for
the full year of 2020 (11 months: GBP281k)
Group Highlights
-- Very strong performance with 86% year on year revenue growth to GBP61.4m
-- 99% year on year growth in gross profit with margin increasing to 27% from 25%
-- Strong expansion of the customer base across both Home and Commercial segments
-- Increase in headcount from 247 to 447 including 73 inhouse
installers supported by network of over 221 third party
installers
-- Adjusted EBITDA of GBP58k was a result of increase in
revenues and gross margin with the loss for the full year 2021 of
GBP14m including one-off costs of IPO and share-based payment
costs
Strategic and Operational Highlights
-- Raised GBP120m in a successful listing on the London Stock
Exchange and received the Green Economy Mark at Admission,
demonstrating the key role the company is playing in the transition
to a sustainable economy
-- 12.2m charging sessions delivered, enabling 955m km of low
carbon travel and helping to avoid 127,267 tonnes of CO2e
-- Over 66,000 charge points installed and shipped (2020 full
year: 35,763) while maintaining outstanding levels of customer
service with a 4.3 out of 5 rating on Trust Pilot and a 4.65 out of
5 rating on review.io with a 91% recommendation rate
-- Market share in home charging increased to 18% (2020: 16%)
driven by new commercial deals with car manufacturers and operators
of business car fleets
-- Total number of units installed and able to communicate at
the year end increased to 137,420 (2020: 77,498) providing an
excellent base to expand recurring revenue products
-- Key OEM contracts won or renewed include Fiat, Jaguar Land Rover, Mercedes and Nissan
-- Pod Point now has over 130 active fleet business accounts
with businesses including Coca-Cola, DHL and Royal Mail
-- In the Commerical segment key customer contracts won during
the year included CBRE, Hermes and Serco, and we renewed our
contract with LIDL
-- Owned asset sites increased to 453 with 984 charging points including 73 DC rapid units
Headline KPIs
Year to 31.12.21 Year to 31.12.20 Year on year 11 months
change to 31.12.20
Total UK new
PiV(1) sales 305,277 175,084 74% 171,482
Home units
installed 54,977 28,361 94% 27,011
Commercial
units installed
and shipped 11,025 7,402 49% 6,654
---------------------- ----------------- ----------------- ------------- -------------
Effective Home
market share 18% 16% +2% 16%
Effective Commercial
market share 4% 4% - 4%
---------------------- ----------------- ----------------- ------------- -------------
Total Home
units installed
and able to
communicate 121,415 66,548 82% 66,548
---------------------- ----------------- ----------------- ------------- -------------
Total Commercial
units installed
and able to
communicate 16,005 10,950 46% 10,950
---------------------- ----------------- ----------------- ------------- -------------
Average annual GBP57 GBP50 +GBP7 GBP47
recurring revenue
per unit(1)
Total Owned
Asset sites 453 292 55% 292
---------------------- ----------------- ----------------- ------------- -------------
Total Owned
Asset Charge
Points 984 596 65% 596
---------------------- ----------------- ----------------- ------------- -------------
Total Owned
Asset Rapid/DC
Charge Points 73 12 508% 12
---------------------- ----------------- ----------------- ------------- -------------
(1) PiV defined as "Plug-in Vehicles"
Current trading and outlook
We have started 2022 strongly, with a significant volume of Home
and Commercial orders received and increased demand driven by the
end of the OZEV home grant subsidy and continuing market growth
with January registrations of new Plug in Vehicles increasing to
23,840, a year on year increase of 89% and now representing over
20% of all new vehicles registered. Headline gross margin guidance
for the full year is unchanged with some downward pressure expected
in H1 on Home percentage margin as we navigate well-publicised
component shortages prior to benefitting from unit manufacture cost
savings from the on-boarding and production scaling of a second
manufacturing partner during 2022.
2021 was a watershed year for EV adoption in the UK creating
significant market opportunities for the Group. We look forward to
continuing to take advantage of these in 2022 by investing across
the business including expanding installation capability and
software development to grow our recurring revenue streams.
Erik Fairbairn, Chief Executive Officer of Pod Point, said:
"It has been a hugely significant year for Pod Point. Becoming a
publicly listed company took us one step closer towards our mission
that travel should not damage the earth and, after successfully
raising GBP120m at the IPO, we are excited to continue growing and
innovating in order to protect our planet.
I am extremely thankful for all my talented and dedicated
colleagues, without whom these achievements would not have been
possible. Together we significantly increased revenues for the
year, selling over 66,000 charge points while continuing to provide
an excellent service to our customers. The future is bright for Pod
Point and, as electric vehicles become the norm rather than the
exception, the market opportunity is clear. We can't wait to
further accelerate our growth and continue our journey as the
market leader - playing a key role in reducing carbon emissions and
tackling climate change at this critical time."
Webcast presentation
There will be a webcast presentation for investors and analysts
this morning at 09:30 am. Please contact podpoint@tulchangroup.com
if you would like to attend.
Enquiries:
Tulchan (Public Relations adviser to Pod Point)
James Macey White/ Mark Burgess/ Matt Low/ Laura Marshall /
Arthur Rogers
+44 (0)20 7353 4200 / PodPoint@tulchangroup.com
BofA Securities (Joint Corporate broker)
Cara Griffiths / Mitchell Evans
+44 (0)20 7628 1000
Numis (Joint Corporate broker)
Garry Levin / Andrew Coates
+44 (0)20 7260 1000
About Pod Point Group Holdings plc
Pod Point was founded in 2009 by CEO and entrepreneur Erik
Fairbairn. Driven by a belief that travel shouldn't damage the
earth, Pod Point has installed over 137,000 charge points and is an
official charge point supplier for major car brands.
Pod Point installs a broad range of products from smart domestic
charge points to high power rapid chargers and load balancing
systems. Pod Point works with a broad range of organisations and
customers to offer home and commercial charging solutions with
customers including major retailers, hotels, restaurants and
leisure venues.
Pod Point is admitted to trading on the London Stock Exchange
under the ticker symbol "PODP."
For more information, visit https://pod-point.com/
Chief Executive's Review
Overview of results: An extraordinary year ends - and an
exciting future beckons
This has been an awesome year for Pod Point. We believe we have
made more progress towards our goal of travel which doesn't damage
the earth than in any prior year. We also set ourselves up for even
greater acceleration towards our mission in the future. We
concluded the year by becoming a publicly listed company and we
were delighted to receive the Green Economy Mark at Admission to
the London Stock Exchange. The IPO enabled us to gain the financial
resources we need to support our objectives. Across 2021, we
installed and sold over 66,000 charge points, maintained
outstanding customer satisfaction ratings and provided enough
electricity to power 955 million kilometres [1]of electric driving
through our network. Our revenues grew by 86% from GBP33,082k to
GBP61,415k and we delivered, for the first time, a positive
adjusted EBITDA of GBP58k for the year to 31(st) December 2021.
[1] Calculation: Energy transfer (Pod Point Internal Data)
multiplied by average EV efficiency 3.46 m/kWh (
https://ecocostsavings.com/average-electric-car-kwh-per-mile/ ) and
converted from miles into km (multiply by 1.60934)
The IPO that we concluded in November was the product of years
of hard work from the incredible Pod Point team. Becoming a public
company is a massive milestone for us as we strive to achieve our
mission. We will use the GBP120m of proceeds to support our growth
plans, including further developing our products to suit more
routes to market, investing in our software capability to build
recurring revenues on top of our network, and investing in DC rapid
owned assets and multi-tenancy dwelling installations at key
strategic charging locations.
Our IPO marks the start of the next, and perhaps most important,
phase for us - and timing is very much on our side. As COP26
emphasised, the world is now really starting to wake up to the
scale of the climate change challenge, and we are ideally placed to
play a major role in reducing the UK's transport carbon emissions
and improving air quality for everyone. I believe the UK has made a
very positive start as demonstrated by over 305k new PiV registered
during 2021 compared to 175k in 2020, an increase of 74%,
representing 18.5% of new vehicle registrations compared to 10.7%
in 2020 with similar total numbers of vehicles sold in each
year.
In terms of specific sustainability KPIs Pod Point:
-- Delivered 12.2m charging sessions (2020 full year: 4.7m)[2]
-- Helped to avoid 127,267 tonnes of CO2e (2020 full year: 38,360 tonnes)[3]
-- Enabled 955 million kilometres of low carbon travel (2020
full year: 296 million kilometres)
-- Enabled 172 GWh of electricity to be delivered (2020 full year: 53 GWh)
I would like to extend a massive thank you to the whole team at
Pod Point. Their hard work throughout the IPO process was
incredible to see. It was not easy, but ultimately the effort was
well worthwhile - for our people, our new shareholders and,
ultimately, for our planet.
[2] Pod Point Internal Data
[3] Calculated as difference in CO2e between a typical BEV and a
typical ICE vehicle as follows. BEV CO2e : fEnergy Transferred,
multiplied by Grid Intensity data for year from DfT
(https://assets.publishing.service.gov.uk/government/uploads/system/uploads/attachment_data/file/891105/Conversion_Factors_2020_-_Condensed_set__for_most_users_.xlsx
and
https://assets.publishing.service.gov.uk/government/uploads/system/uploads/attachment_data/file/1049332/conversion-factors-2021-condensed-set-most-users.xls).
ICE Vehicle CO2e - Energy transferred converted into distance (see
note 1). Distance converted into CO2e using average car and 50/50
split of petrol and diesel using DFT Conversion factors. Then
deducted BEV CO2e from ICE CO2e to give a saving value in CO2e
Sector Review
In the Home business segment:
-- The Home business segment delivered an excellent performance,
with revenue of GBP40,272k compared to full year 2020 of GBP20,340k
(2020 11 months: GBP19,356k) a year on year increase of 98%. This
was driven by growth in Pod Point's core market and market share
gains.
-- New PiV registrations increased to 305,277 in 2021 from
175,084 in the full year 2020 (2020 11 months: 166,242), an
increase of 74% and the number of units installed increased to
54,977 compared to 28,361 in the full year of 2020 (2020 11 months:
GBP27,011) an increase of 94%. This led to Pod Point's market share
of new PiV registrations increasing to 18% from 16% in the full
year 2020 (2020 11 months: 16%).
-- This increase in revenues helped to deliver an increased
total gross margin in 2021 of GBP11,347k compared to full year 2020
of GBP5,126k (2020 11 months: GBP4,936k) a year on year increase of
121%.
-- Percentage gross margin in 2021 grew to 28% compared to full
year 2020 of 25% (2020 11 months: 26%), a year on year increase of
three percentage points. This was supported by an increase in
revenue per unit to GBP733 from GBP717 in the full year 2020 (2020
11 months: GBP717) which offset cGBP200k of unit component costs
growth in the second half of 2021.
-- Key customer contracts won or renewed during the year
included Fiat, Jaguar Land Rover, Mercedes and Nissan, and the
business now has over 130 active fleet business accounts with
businesses including Coca-Cola, DHL and Royal Mail.
In the Commercial business segment:
-- Strong performance with revenue of GBP17,959k compared to
full year 2020 of GBP10,922k (2020 11 months: GBP10,010k) a year on
year increase of 64%.
-- Number of units installed increased to 3,838 compared to
2,546 in the full year of 2020 (2020 11 months: 2,336) and the
number of units sold directly increased to 7,187 compared to 4,856
in the full year of 2020 (2020 11 months: 4,318) representing a
total increase of 49% with Pod Point's market share of new PiV
registrations remaining flat year on year at 4% (2020 11 months:
4%).
-- This increase in revenues helped to deliver an increased
total gross margin in 2021 of GBP3,929k compared to full year 2020
of GBP2,447k (2020 11 months: GBP2,262k) a year on year increase of
61%.
-- Percentage gross margin in 2021 remained at 22% compared to
full year 2020 (2020 11 months: 23%). Average revenue per unit
increased to GBP1,629 from GBP1,476 in the full year 2020 (2020 11
months: GBP1,504) due to a change in the mix of installations, with
more higher value installations in 2021.
-- Key customer contracts won during the year included Hermes,
Serco and CBRE and we renewed our contract with LIDL.
In the Recurring revenue business segment:
-- Good performance, with revenue of GBP918k compared to full
year 2020 of GBP551k (2020 11 months: GBP511k) a year on year
increase of 67%. Network revenues increased to GBP751k compared to
full year 2020 of GBP462k (2020 11 months: GBP429k) and other
revenues increased to GBP167k compared to full year 2020 of GBP89k
(2020 11 months: GBP82k).
-- This increase in revenues helped to deliver an increased
gross margin in 2021 of GBP412k compared to full year 2020 of
GBP140k (2020 11 months: GBP174k) a year on year increase of
171%.
-- In addition, percentage gross margin in 2021 increased to 45%
compared to full year 2020 of 25% (2020 11 months: 34%) a year on
year increase of twenty percentage points, with the average annual
recurring revenue per unit installed and unit able to communicate
increasing to GBP57.40 compared to full year of 2020 of GBP50.40
(2020 11 months: GBP46.67).
-- The number of Commercial units installed and able to
communicate at the year end increased to 16,005 compared to 10,950
at the end of 2020. All recurring revenues in both 2021 and 2020
were derived from these units.
-- The number of Home units installed and able to communicate at
the year end increased to 121,415 compared to 66,548 at the end of
2020. This growth is strategically significant as the business
seeks to expand its recurring revenue products across these
units.
In the Owned Asset business segment:
-- Strong performance with revenue of GBP2,033k compared to full
year 2020 of GBP868k (2020 11 months: GBP868k) a year on year
increase of 134%.
-- The total number of sites installed at the period end
increased to 453 compared to 292 at the end of 2020. The total
number of units installed at the period end increased to 984
compared to 596 at the end of 2020, including 73 Rapid/DC units at
the end of 2021 compared to 12 at the end of 2020.
-- This increase in revenues and units helped to deliver an
increased gross margin in 2021 of GBP868k compared to full year
2020 of GBP531k (2020 11 months: GBP474k) a year on year increase
of 63%.
-- Percentage gross margin in 2021 declined to 43% compared to
full year 2020 of 61% (2020 11 months: 55%) a year on year decrease
of 18 percentage points. Within the current commercial arrangements
for this segment Pod Point, for two years, pays for the free
electricity provided to customers who use the non-Rapid/DC charge
points at 198 sites out of the total of 453 sites (Tesco pay for
electricity at the remaining sites). With Covid restrictions and
changes to people's patterns of travel the level of free usage was
lower than expected for all of 2020 and some of 2021, however, as
patterns of travel have normalised usage has increased dramatically
in the second half of 2021 resulting in higher usage and costs and
lower 2021 percentage margin. The provision of free electricity by
Pod Points stops at 179 sites by the end of February 2022 and all
198 sites by the end of July 2022. The price of electricity charged
to Pod Point has been fixed since 2021 and the increased costs are
solely due to the increase in free usage at the 198 sites.
-- Gross capital deployed on assets increased to GBP3,895k at
the end of 2021 compared to GBP2,380k at the end of 2020.
Financial Performance
It was a very strong performance by the business in 2021 with
total revenue of GBP61,415k compared to full year 2020 of
GBP33,082k (2020 11 months: GBP31,026k), a year on year increase of
86%, with the biggest growth from our Home business segment.
This increase in revenues helped to deliver an increased total
gross margin in 2021 of GBP16,345k compared to full year 2020 of
GBP8,203k (2020 11 months: GBP7,716k) a year on year increase of
99%.
In addition, total percentage gross margin in 2021 increased to
27% compared to full year 2020 of 25% (2020 11 months: 25%) a year
on year increase of two percentage points.
The increase in revenues and gross margin helped the business
deliver a positive adjusted EBITDA of GBP58k in 2021, compared to
full year loss in 2020 of GBP331k (2020 11 months: loss of
GBP55k).
Helped by the significantly improved financial performance of
the business and the IPO in November 2021 year end cash and short
term investments were GBP96,112k compared to GBP2,943k at the end
of 2020.
Unadjusted losses after tax increased to GBP14,322k in 2021
compared to full year losses in 2020 of GBP12,959k (2020 11 months:
GBP12,193). EBITDA losses reduced in 2021 with losses of GBP8,103k
compared to full year losses in 2020 of GBP8,549k (2020 11 months:
losses of GBP7,971k). There were increased depreciation and
amortisation costs of GBP4,929k compared to full year 2020 of
GBP3,772k (2020 11 months: GBP3,614k) and net financing costs of
GBP1,290k compared to full year 2020 of GBP638k (2020 11 months:
GBP608k).
Total administrative expenses as disclosed on the Income
Statement increased to GBP29,377k compared to full year 2020 of
GBP20,254k (2020 11 months: GBP19,301k) a year on year increase of
47%. This increase was due to the growth in the size of the
business and the additional staff required to deliver this growth,
the one off and ongoing cost of being a Listed company (including
Share Based Payments) and additional depreciation and amortisation
costs as a result of additional funds being invested in Owned
Assets and intangible asset development. The business continues to
increase its support costs to support the growth, and its
requirements as a listed business and incurred significant one off
costs in both periods. Looking at these individually:
-- Administrative expenses excluding one off large corporate
transaction and restructuring costs, share based payments and
depreciation and amortisation costs increased to GBP16,287k
compared to full year 2020 of GBP8,534k (2020 11 months: GBP7,771k)
a year on year increase of 91%. This increase was due to the growth
in the size of the business and the additional staff required to
deliver this growth and the ongoing costs of being a Listed
company.
-- Depreciation and amortisation costs increased in 2021 to
GBP4,929k compared to GBP3,772k for the full year 2020 (2020 11
months: GBP3,614k) as a result additional funds being invested in
Owned Assets and research and development.
-- Following the listing in November 2021, Pod Point incurred
share based payment charges relating to a number of share awards
which were implemented at or soon after listing resulting in a
charge to the P&L of GBP2,422k.
-- One off large corporate transaction and restructuring costs,
relating primarily to the Listing were GBP5,739k which compared to
GBP8,042k for the full year 2020 (2020 11 months: GBP7,916k) when
the business incurred costs primarily relating to the purchase of
the Pod Point business.
Net finance costs, primarily related to borrowing from Pod
Point's pre-listing shareholders increased to GBP1,290k in 2021
compared to GBP638k in 2020 (2020 11 months: GBP608k), as a result
of additional funds being loaned to the business to support its
growth. All shareholder loans were repaid upon listing in November
2021 and finance costs in 2022 are expected to be limited.
Most key balance sheet accounts increased year on year due to
the increase in the size of the business, this included trade and
other receivables, inventory and trade and other payables.
Closing cash and short term investments were GBP96,112k (2020:
GBP2,943k). At 31 December 2021 GBP50,000k of cash had been placed
on a six month bank deposit and so has been classified as a short
term investment. Closing net assets were GBP199,835k (2020:
GBP98,773k)
Cash outflow from operating activities decreased by GBP3,661k to
GBP2,216k in the full year 2021 from GBP5,877 in the full year 2020
(2020 11 months: GBP6,509k). This was primarily due to a smaller
operating loss, once the non-cash impact of share based payments
had been taken into account
Cash flows used in investing activities decreased to GBP57,184k
in the full year 2021 compared to GBP89,708k in the full year 2020
(2020 11 months: GBP89,559k) primarily due to the acquisition of
the Pod Point group in 2020 which included GBP85m of cash
consideration. GBP50m of the investing activity in 2021 relates to
the purchase of short-term investments which are long-term bank
deposits classified as investments due to their tenor.
Cash inflow from financing activities increased to GBP102,569k
in the full year 2021 compared to GBP92,932k in the full year 2020
(2020 11 months: GBP95,060k) primarily due to the listing of the
business with gross funds raised of GBP120,000k less transaction
costs of GBP7,664k and with net shareholder loans of GBP9,280k
repaid following the listing. 2020 included GBP85m of a loan from
the majority shareholder, which was used to acquire the Pod Point
group, being waived.
During 2021 transactions with related parties included sale of
goods of GBP309k compared to full year 2020 of GBP194k (2020 11
months: GBP151k), purchase of goods of GBP850k compared to full
year 2020 of GBP88k (2020 11 months: GBP88k), and interest on
intercompany loans of GBP1,038k compared to full year 2020 of
GBP510,351 (2020 11 months: GBP510,351). These transactions were
undertaken with the two shareholders EDF Energy Customers Limited
and Legal & General Capital Investments Limited and their
subsidiaries.
Market Opportunity and Outlook
We continue to see rapid growth in the UK electric vehicle
market, with January 2022's new plug in vehicle registrations of
23,480, 89% up on January 2021 and representing over 20% of all
vehicles registered. We expect the mix of vehicles to change with
battery electric vehicles continuing to grow its share of plug in
vehicles primarily on the back of more choice for the consumer with
c35 new battery electric models expected to be launched in 2022. It
is worth emphasising that battery electric vehicles remain only 1%
of total vehicles on the road so the growth potential for the
business remains significant.
Whilst the current price increases in electricity are an obvious
concern for consumers and businesses we do not expect them to
materially impact sales of electric vehicles as the ongoing running
costs will still be significantly cheaper than vehicles reliant on
internal combustion engines.
We expect the Government to continue to wind back direct fiscal
incentives and to focus on indirect actions such as the recently
implemented changes to planning regulations which require
developers to include charge points in new properties. We see this
as the right strategy and an opportunity for Pod Point.
We expect global supply chain challenges to continue and to
impact both supply of new vehicles and the manufacture of charge
points across all suppliers. We are very focused on ensuring we
continue to have adequate supply of units for our customers and
have already incurred and expect further additional component cost
inflation. To mitigate this risk we are onboarding a second
manufacturing partner and expect cost savings to start to be
delivered in H1 and scale across the year. Overall we expect some
margin pressure in H1 but expect full year margins to be in line
with guidance as set out at IPO.
In 2022 we plan to invest in the three main areas we set out at
IPO:
-- Firstly, we are going to expand our product offering to serve
more routes to market, such as multi-tenancy dwellings and on
street charging. It is important that the EV revolution does not
leave anybody behind - and flats and on street parking are
significant segments that we need to deliver for. We will be
investing in our products to meet the needs of these customers.
-- Secondly, we are going to invest in developing our software
capability to realise a number of recurring revenue business
models. Our charge points are already smart, so we will be building
software on top of our network to enable our charging points to
work in harmony with the grid at both a local and national level.
With so many consumers moving to a reliance on electricity for
their driving, as well as potentially for heating, we are going to
see a significant increase in the demand for electricity across the
UK. Amongst other activities, we plan to use our network of charge
points to carefully manage how energy flows into the nation's
electric cars and hence manage load on the grid. We expect to do
this in a way which doesn't inconvenience the EV driver in a
material way. This is going to be a challenge - but as the
country's leading provider of charging solutions, it is our
responsibility to be part of the solution, not part of the
problem.
-- Finally, our strategy is to increase our investment in our
owned charge point assets, such as those at destinations and
en-route, including retail parks and leisure locations. These
charge points will be a mix of AC charge points for those locations
with longer dwell times and DC units capable of rapid charging at
speed so drivers can get on their way quickly. Our 2021 driver
survey revealed that the majority wanted to access rapid charge
points, confirming that rapid charging is regarded as an essential
part of a fully integrated and effective EV ecosystem.
Pod Point is leading the market and we are ready to accelerate.
We expect to be making these investments at the same time as more
and more of the UK population choose an electric vehicle as their
next car, and in doing so make a significant contribution to
reducing the carbon intensity of the UK transport sector.
It has been a privilege to lead the Pod Point team through what
has been an incredible year. We have made more progress against our
goals than ever before, and next year looks like it is going to be
even more impressive.
Never has our mission seemed more important - the more we
understand climate change, the greater the challenge we face, and
consequently the more important achieving our mission of travel
which doesn't damage the earth becomes.
I am confident that we go into 2022 with the team, the
resources, the market position and the demand to make it our best
year ever.
Principal Risks and Uncertainties
Risk management
Effective risk management is essential to the achievement of our
strategic objectives and driving sustainable business growth. We
aim to maintain an appropriate balance between protecting the
company against specific risks while being able to encourage
appropriate and monitored risk-taking and innovation that allows us
to take advantage of business opportunities.
Our approach to risk management has always been an integral part
of our overall governance and management approach centred around
identification, assessment, monitoring and management of risk.
Although some aspects of risk governance were enhanced and
formalised around the IPO in November 2021, the key elements were
in place beforehand. During 2021, we identified 23 key risks that
had the potential to impact our business, and these were included
in the IPO Prospectus. We have now rationalised that initial list
and arrived at a total of 10 Principal Risks, details of which are
provided below.
As we move into 2022 and our first full year as a listed
company, we are working to embed and develop all aspects of our
risk management framework and process and will report in more
detail on this progress in our 2023 Annual Report.
Responsibility for risk
Our risk management framework is designed to foster a proactive,
open and accountable culture of "bottom up" reporting and
escalation, partnered with informed and experienced "top down"
direction and oversight. With respect to risk, we believe the role
played by our operational teams and management is just as important
as the role played by the executive team, the Audit & Risk
Committee and the Board. Whilst the Board has overall
responsibility for the management of risks, it is our open culture
of ownership and responsibility for the governance of risk that
sets the tone across the business.
Risk identification
Our approach to risk combines a top-down strategic view that
meshes with a bottom-up reporting and escalation culture. We
support a pro-active, open and accountable culture across the
business to provide the right conditions for risk identification,
discussion and escalation. The strategic view involves an
assessment of the external environment in which we operate to
evaluate the risks which we are comfortable being exposed to in
pursuit of our performance objectives - our risk appetite.
The bottom-up reporting culture allows for the identification,
management and monitoring of risks in each area of the business
thus ensuring that risk management is embedded in our everyday
operations.
Once identified, management, tracking and control of risks is
provided through our risk register which in turn helps us to steer
the strategy of the business.
Risk measurement and tracking
Our risk register has been developed to allow the key risks we
identify to be scored and for the actions taken to mitigate and
control them to be tracked and monitored. The risk register was
established during the IPO process and is owned and developed by
the executive team.
The risk register sets out the key risks identified in each of
our business segments and functions, allocating an owner to each,
together with an assessment of the risk impact, likelihood of
occurrence and a scoring of the risk on an inherent unmitigated
basis; and a mitigated basis after having taken account of internal
controls and appropriate steps being taken to minimise impact or
reduce the likelihood of occurrence. It also keeps a record of
actions to be undertaken in the future to further mitigate the
impact of risk.
The risk register is helpful in identifying the actions required
going forward to:
-- ensure greater consistency of controls across the business;
-- consider the need for additional controls or a change to the current processes;
-- protect the business from unexpected events; and
-- improve the efficiency and effectiveness of financial and operational processes.
Risk management and monitoring
Performance monitoring of risk management activity must ensure
that the treatment of risks remains effective and that the benefits
of implementing risk control measures outweigh the costs of doing
so. Performance monitoring is a continual review not only of the
whole process, but also of individual risks or projects and of the
benefits gained from implementing risk control measures.
Our process for managing risk is:
(i) Identify realistic risks
This involves looking externally at the market and internally at
financial and business operations to establish what events could
impact us. This is an ongoing activity as part of daily engagement
between management and teams across the business. As part of our
quarterly strategic review, our executive team dedicates time to
reviewing and updating our assessment of existing risks tracked on
our risk register as well as horizon scanning for emerging risks
that may impact us in the future.
(ii) Analyse their potential impact and likelihood
With all risks identified, we assess the likelihood of their
occurrence and the potential consequence or impact of that
occurrence on both an inherent (unmitigated) and a mitigated basis,
after having accounted for appropriate steps being taken to
control, monitor and minimise their impact.
(iii) Score risks to prioritise their management
The likelihood and impact of each risk on business performance
is calculated in order to score each risk and enable prioritisation
of resources towards actions recorded on the risk register.
(iv) Treat risks to minimise their impact
Once scored, the risks that are considered acceptable and those
that need to be further addressed are established. For acceptable
risks, where needed appropriate mitigation steps are assigned for
implementation and tracking. For unacceptable risks, strategies are
developed to avoid them to the extent possible and plans made so
that the business is ready to deal with them and their impact is
minimised should they occur. The outcome of this step is a
prioritised list of risks and actions which the business can act
upon and allocate resources towards.
(v) Continually monitor the situation
The position is thereafter checked for risks occurring, new
risks emerging and changes in the assessment of existing risks in
order that these can be reviewed and dealt with competently. The
risk register is reviewed on an ongoing basis by the executive
team, with a formal quarterly update and on a biannual basis by the
Board, with the Audit & Risk Committee conducting an in-depth
annual review.
Our principal risks
Our growth and success is focused on helping respond to climate
change challenges and is correlated with and thus dependent upon
the continuing adoption of and demand for EVs.
Risk Mitigation
The market for EVs is fast-growing We continually monitor the EV
but relatively new. It's continuously market and discuss likely sales
evolving and is characterised volumes and timings with OEMs.
by changing technologies, price Our install capability uses
competition, additional competitors, high levels of third party sub-contractors
evolving government regulation to help us effectively manage
and industry standards, frequent variations in the pace of growth.
new vehicle announcements and
changing consumer demand and We monitor, and actively engage
behaviour. Although demand for with, the development of government
EVs has grown in recent years regulation and policy affecting
in the UK, with a significant demand for EVs in the UK. In
uptick in 2021, there is no doing so, we try to ensure that
guarantee of continuing future government and regulators (such
demand. Slower sales of EVs as the CMA) have real and current
may result in lower demand for data on which to base their
charging equipment, thereby decisions, plus it gives us
impacting Pod Point's sales. insights into future regulatory
A slower than anticipated increase, and policy changes so that we
or even a decrease, in the sales may adjust our strategy accordingly.
of EVs in the United Kingdom We monitor and assess usage
could have material adverse of charging infrastructure across
effect on our business, financial both our owned asset charging
condition, results of operations network and the network we manage
and prospects. on behalf of our customers.
Usage patterns then inform our
In addition, the demand for investment decisions and the
EVs and public charging infrastructure information we provide to customers
varies across the UK, and it when we are advising them on
remains to be seen whether a charging solutions.
roll-out of public charging
infrastructure can be successful
in areas with lower concentrations
of individuals driving EVs and
therefore reduced usage demand.
--------------------------------------------
Competition in the industry and market segment in which we
operate may materially adversely affect our market share, margins
and overall profitability.
Risk Mitigation
Our industry and market segment We continually monitor the competitive
are highly competitive, and landscape including pricing,
we face significant competition technological innovation and
from large international organisations product developments. In 2022,
as well as smaller start-ups. we are investing in our product
Competition is based on several technology and customer proposition
key criteria including price, to ensure we stay at the cutting
product technology and performance, edge of the market.
delivery times, flexibility, We cultivate our relationships
design and innovation, brand with key customers and partners,
recognition, customer access such as car OEMs, to ensure
and sales power as well as the we have the best insights into
scope and quality of services. market developments.
In addition to existing EV charging Given the relatively early stage
infrastructure competitors, of the sector, our long track
our current automotive OEM partners record, our range and depth
may decide to develop or acquire of contacts - including longstanding
certain capabilities in-house, commercial relationships with
reducing demand for our products, the automotive OEMs, coupled
systems and services. In particular, with its posted listed financial
there is a risk that automotive strength should allow competitive
OEMs develop their own branded risks to be identified, assessed
charging equipment. This could and mitigated quickly and effectively.
particularly affect the Group
in the Home segment, as the
use of a branded system means
EVs would be sold with their
own branded chargers for home
use, leading to reduced demand
for our home charging solutions.
Automotive OEMs could also use
their size and market position
to influence the market. These
developments could limit our
addressable market and our ability
to gain new customers and therefore
could negatively impact our
business, financial condition,
results of operations and prospects.
----------------------------------------
We currently rely on a single manufacturer for our in-house
designed and branded AC charge points. A loss of or a disruption to
this manufacturer or any of the manufacturer's suppliers and/or
sub-suppliers could negatively affect our business.
Risk Mitigation
We currently rely on a single Our Director of Manufacturing
manufacturer, iPRO, located is in the process of onboarding
in the UK, for its in-house a second manufacturing partner
designed and branded AC charge which should start production
points (in contrast to our branded of our largest selling product
DC charge points, which are lines by Q2 2022.
supplied by third parties, such
as ABB).
---------------------------------
Ongoing and potential future disruptions to the global supply
chain could have a material adverse effect on demand for our
products as well as on our ability to source and produce components
for our charge points.
Risk Mitigation
As a result of a number of COVID-19 Our Director of Manufacturing
related impacts - including has proactively managed our
factory closures, supply chain component supply requirements
disruptions, shortages in semiconductors, to try to ensure that our manufacturing
the repurposing of production partners are able to satisfy
lines for COVID-19 related medical demand.
devices and anticipated declines
in demand - automotive OEMs Where possible we have also
produced record low numbers ensured we have some spare stock
of vehicles in 2020. While vehicle capacity in terms of manufacturing
production rose in 2021 as manufacturers output to allow the impact of
reopened factories and looked potential component shortages
to recover from the effects to be reduced.
of the pandemic, global supply
chain disruptions continued For our high volume products,
to affect the availability of we are pursuing engineering
semiconductors and therefore solutions to allow different
the ability of manufacturers components to be used to reduce
to return production to pre-pandemic overall demand for certain types
levels. As a result, our cost of limited supply components.
of materials increased, impacting
our gross margin. While the
extent of the impact of semiconductor
chip shortages is not yet clear,
the Group's business, financial
condition, results of operations
and prospects could be materially
adversely affected.
In addition, we use semiconductor
chips in our charge points (in
addition to other third party
supplied components) and have
experienced supply constraints
and increased pricing as a result
of ongoing disruptions to the
global supply chain, which,
if continued, would be expected
to have an adverse effect on
margins.
-----------------------------------------
Government and regulatory initiatives, the outcomes of which are
unknown, could materially impact our business.
Risk Mitigation
As the market for EVs and EV-related We have had and continue to
products is relatively new and maintain good relationships
growing quickly, it is the focus with the various Government
of various ongoing government departments that potentially
and regulatory initiatives and impact our business. We actively
enquiries, the outcomes of which engage with government and regulatory
are unknown. consultations which provide
valuable insights into policy
Further, if we fail to comply direction that we feed into
with any laws or regulations our strategy.
that are enacted as a result
of these enquiries and processes, We ensure our commercial strategy
we could be subject to significant and technology investment plans
liabilities which could adversely comply with and adhere to the
affect our business, financial government plans as they are
condition, results of operations communicated.
and prospects.
---------------------------------------
We are exposed to health and safety risks related to our
products and the installation, maintenance and operation of
electrical equipment and systems.
Risk Mitigation
All charge points conduct electricity We ensure our domestic and commercial
and as such carry an inherent charge points are designed and
potential electrical hazard manufactured to meet all appropriate
risk. Our charge point operations industry standards and regulations.
involve the installation, maintenance We strive to make them safe
and operation of electrical for use by customers and safe
equipment and systems, which for installation and maintenance
could expose our customers, by trained and competent engineers.
employees, partners and the Our charge points are also installed
public to a number of hazards, with upstream electrical isolation
including electrical lines and protection as well as practical
equipment, mechanical failures, safeguards such as guardrails,
transportation accidents and lighting, signage and bay markings
adverse weather conditions. to minimise the electrical hazard.
These hazards can cause personal
injuries and loss of life, damage We maintain rigorous health
or destruction of property and and safety training standards,
equipment and other related frequently update employee training
damage, liability or loss. in this area and conduct thorough
risk assessments before undertaking
large installation mandates.
Also we perform regular checks
on our installers with respect
to installation standards and
practice, and availability and
usage of the appropriate tools,
equipment and PPE during installation,
maintenance, surveying and other
activities.
We check for compliance with
the Electricity at Work Regulations
and the IET Wiring Regulations.
Our work standards are overseen
by the NICEIC along with internal
quality assurance. We also hold
SafeContractor, Avetta, ConstructionLine
and SMAS accreditation for Safe
Systems in Procurement.
We use an external H&S expert
for advice on all related matters
and to ensure our standards
and methods for internal reporting
and management of H&S risks
are appropriate.
All of our commercial installations
receive quality assurance and
H&S checking and assessment
prior to handover and acceptance.
All training and health and
safety assessments apply equally
to our inhouse installers and
to third-party sub-contractors
we use. We apply stringent pre-qualification
assessments for subcontractors
prioritising H&S alongside technical
competence. Subcontractor installations
and certifications are also
sampled and inspected for H&S
& quality assurance. Our installers
are required to supply HSE RIDDOR
and LTI reports to us in relation
to any reportable incident.
We encourage a culture of continual
improvement, with reporting
of accidents, injuries, near
misses, installation issues
and concerns raised and handled
in an open and supportive manner.
We encourage all of our employees
to engage with this improvement
culture.
----------------------------------------------
Our technology could have undetected defects, errors or bugs in
hardware or software
Risk Mitigation
We may be subject to claims We continue to invest in and
that charging stations have improve the functionality and
malfunctioned and persons were design of our units and the
injured or purported to be injured software and systems which support
and/or property was damaged them.
or purported to be damaged.
Any insurance that we carry All new hardware and versions
may not be sufficient, or may of software are subject to detailed
not apply to all situations. QA and testing release.
Our software and hardware may The long development history
in future contain undetected of the business across 13 years
defects or errors. We are continuing combines with our deep knowledge
to evolve the features and functionality of the sector to ensure that
of our software platform and testing of new hardware and
charge point hardware through software versions is based on
updates and enhancements. This extensive practical experience.
process may introduce defects
or errors that may not be detected
until after deployment to customers
and installation of charge points.
In addition, if updates or patches
are not implemented, or our
products and services are not
used correctly or as intended,
inadequate performance or disruptions
in service may result.
-------------------------------------
The deterioration of economic conditions in the UK, a
deterioration in the UK's economic relationship with the EU or a
future health pandemic may materially adversely impact our
business, financial condition and results of operations
Risk Mitigation
Our business and results of We maintain close relationships
operations are affected by the with the automotive OEMs and
general economic conditions would expect to have some insight
of the UK. Changes in these or early warning if there was
economic conditions, including a material economic downturn
constraints on the supply of which will impact demand for
credit, uncertainty and weakness EVs and consequently our products
in the labour market and general and services.
consumer fears of an economic
downturn directly impact consumer We carefully monitor and assess
confidence and consumer spending any negative relationship issues
as well as the general business between the UK and the EU which
climate and levels of business could impact our business.
investment. As demand for our
products is closely related We also carefully monitor and
to demand for EVs, any negative assess any COVID related issues,
impact on consumer confidence in particular around the health
and consumer spending is likely and safety of our employees
to be reflected in the number and sub-contractor partners
of new EVs purchased which in in the field who may interact
turn is likely to impact demand with our customers.
for our products.
In addition, uncertainty and
unpredictability concerning
the UK's legal, political and
economic relationships with
the EU and the European Economic
Area following Brexit could
adversely affect trading agreements
and/or lead to logistical and
administrative issues for cross-border
shipments. Our orders could
be delayed or we could be required
to pay additional, unexpected
tariffs.
Furthermore, we saw how the
impact of COVID-19 created significant
volatility in the global economy
and led to reduced economic
activity. The extent to which
the COVID-19 pandemic and/or
future health pandemics impact
our business, financial condition,
results of operations and prospects
will depend on future developments,
which are highly uncertain and
cannot be predicted, including,
but not limited to, the duration
and spread of the pandemic,
its severity, the actions to
contain the virus or treat its
impact, and when and to what
extent normal economic and operating
activities can resume.
-----------------------------------
Disruptions to our network and IT systems, including from
malware, viruses, hacking, phishing attacks and spamming
Risk Mitigation
We depend on our IT systems We have appointed a CIO who
to, among other things, operate is responsible for assessing
and manage our charge points, risk in this area and ensuring
exchange information with our that detailed systems, processes
commercial partners and customers and software are deployed to
and to maintain financial records reduce risk wherever possible.
and accuracy. IT systems failures,
including risks associated with We apply market standards in
upgrading systems, network disruptions relation to encryption, virus
or a cyber attack could disrupt protection and data security.
operations by compromising our
cyber security and the protection In addition, we use third party
of customer or Group information firms to test the robustness
and financial reporting and of our systems and processes.
impeding processing of transactions,
leading to potential liability We have improved communication
and increased costs. Computer technology in our charging points
malware, viruses, physical break-ins to reduce the impact of weak
or a cyber attack and similar and or intermittent network
disruptions could lead to regulatory coverage.
sanctions, claims and other
liabilities and interruption We are planning to invest in
and delays to our services and the infrastructure of all our
operations as well as loss, operating and backup systems.
misuse or theft of data.
3G and 4G network outages could
adversely affect both our network
communication capabilities,
as well as user interaction
with our mobile application
and charge points. If our mobile
application is unavailable when
customers attempt to access
it or it does not load as quickly
as they expect, customers may
seek other services, which could
have a material adverse effect
on our business, financial condition,
results of operations and prospects.
In addition, our computer systems,
including back-up systems, could
be damaged or interrupted by
power outages, computer and
telecommunications failures,
computer viruses, internal or
external security breaches,
events such as fires, earthquakes,
floods and/or errors by our
employees.
Furthermore, we collect personal
information in relation to our
customers and employees and
other data as part of our business
operations. Therefore, we are
exposed to the risk that such
data could be wrongfully appropriated,
lost or disclosed, damaged or
processed in breach of privacy
or data protection laws.
-----------------------------------
Our success depends on our ability to hire and retain
management, key employees and other qualified and skilled employees
and we may not be able to attract and retain such personnel
Risk Mitigation
Our future performance depends We have put in place competitive
in significant part on the continued remuneration packages for all
service of senior managers and key staff which should encourage
other key personnel, including strong performance and retain
employees involved in research key staff. These packages are
and development, sales, marketing in line with listed company
and employees with critical norms.
know-how and expertise. The
loss of the services of one We undertake regular staff surveys
or more senior managers or other including on diversity and inclusion.
key personnel could have a material
adverse effect on our business, Regular team meetings and 'ask
financial condition, results me anything' meetings are held
of operations and prospects. with the CEO to ensure all staff
know our strategic direction
Our success also depends on and to gather valuable feedback.
our continuing ability to attract,
retain and develop qualified We have adopted a working from
and skilled personnel, including home policy which is supported
software developers, designers, by investment in employee's
technical employees and engineers home offices.
with the requisite technical
background. This is especially
important given the increasingly
competitive market for talent
and the expected high growth
in the EV charging segment.
In addition, new regulations
in the industry could require
specific qualifications to install
EV charging equipment, which
could result in a reduced labour
force and higher costs.
---------------------------------------
Director's Responsibilities Statement
The Directors are required to prepare financial statements for
each financial year which present a true and fair view of the
financial position of the Company and of the Group and the
financial performance and cash flows of the Company and of the
Group for that period. The Directors have elected to prepare the
Group and parent company financial statements in accordance with
the UK-adopted International Financial Reporting Standards
('IFRSs') in conformity with the Companies Act 2006.
In preparing those financial statements, the Directors are
required to:
-- select suitable accounting policies in accordance with IAS 8:
'Accounting Policies, Changes in Accounting Estimates and Errors'
and then apply them consistently;
-- make judgements and accounting estimates that are reasonable and prudent;
-- present information, including accounting policies, in a
manner that provides relevant, reliable, comparable and
understandable information;
-- provide additional disclosures when compliance with the
specific requirements in IFRSs is insufficient to enable users to
understand the impact of particular transactions, other events and
conditions on the Company and of the Group's financial position and
financial performance;
-- state whether UK-adopted international accounting standards
have been followed, subject to any material departures disclosed
and explained in the financial statements; and
-- prepare the accounts on a going concern basis unless, having
assessed the ability of the Company and the Group to continue as a
going concern unless it is appropriate to presume that the Company
and/ or the Group will not continue in business.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Company's and
Group's transactions and which disclose with reasonable accuracy at
any time the financial position of the Company and of the Group and
enable them to ensure that the financial statements comply with the
Companies Act 2006. They are also responsible for safeguarding the
assets of the Company and the Group and hence for taking reasonable
steps for the prevention and detection of fraud and other
irregularities.
The Directors are responsible for the maintenance and integrity
of the corporate and financial information included on the
Company's website. Legislation in the UK governing the preparation
and dissemination of financial statements may differ from
legislation in other jurisdictions.
Neither the Company nor the Directors accept any liability to
any person in relation to the annual financial report except to the
extent that such liability could arise under English law.
Accordingly, any liability to a person who has demonstrated
reliance on any untrue or misleading statement or omission shall be
determined in accordance with section 90A and schedule 10A of the
Financial Services and Markets Act 2000.
Basis of Preparation and General Information
The consolidated financial information for Pod Point Group
Holdings Plc (the Company) and its subsidiaries (together, the
Group) set out in this preliminary announcement has been derived
from the unaudited consolidated financial statements of the Group
for the year ended 31 December 2021 (the financial statements). The
Company's Annual Report and Accounts ("Annual Report") for the year
ended 31 December 2021 will be published on in late April 2022. It
will sent to shareholders and posted on its website:
www.pod-point.com/investors and uploaded to the National Storage
Mechanism in accordance with LR 9.6.1 R on the same date
This unaudited preliminary announcement does not constitute the
full financial statements prepared in accordance with International
Financial Reporting Standards (IFRS). The unaudited preliminary
announcement was approved by the Board of directors on 18 February
2022. Statutory accounts for 2020 have been delivered to the
Registrar of Companies and the Company's Annual Report will be
finalised subsequent to this preliminary unaudited results
announcement.
The financial statements have been prepared in accordance with
international accounting standards in conformity with the
requirements of the Companies Act 2006 and International Financial
Reporting Standards adopted pursuant to Regulation (EC)
No 1606/2002 as it applies in the European Union and have been
prepared on a going concern basis (Note 1).
Further information including on accounting policies and the
full accounting notes will be set out in the Annual Report and such
information for 2020 was included in the Prospectus which was
published on 9(th) November 2021.
Consolidated Income Statement
11 Months
Year Ended Ended
31 December 31 December
Notes 2021(9) 2020
----- ------------ ------------
GBP'000 GBP '000
Revenue (including OZEV revenues) 2,4 61,415 31,026
Cost of sales (45,070) (23,310)
------------ ------------
Gross profit 16,345 7,716
------------ ------------
Administrative expenses (29,377) (19,301)
------------ ------------
Operating loss.......... 3 (13,032) (11,585)
Analysed as:
Adjusted EBITDA(1) 58 (55)
Adjusting large corporate transactions
and restructuring costs(2) 6 (5,739) (7,916)
Share-based payments (2,422) -
EBITDA(1) (8,103) (7,971)
Amortisation and depreciation (4,929) (3,614)
------------ ------------
Group operating loss (13,032) (11,585)
------------ ------------
Finance income 7 - 25
Finance costs 7 (1,290) (633)
------------ ------------
Loss before tax (14,322) (12,193)
Income tax expense - -
------------ ------------
Loss after tax (14,322) (12,193)
------------ ------------
Basic and diluted loss per ordinary
share 16 GBP(0.13) GBP(0.12)
Notes:
(1) EBITDA is defined as earnings before interest, tax,
depreciation and amortisation, and is considered by the Directors
to be a key measure of financial performance. Adjusted EBITDA is
defined as earnings before interest, tax, depreciation and
amortisation and excluding both amounts charged to the income
statement in respect of the Group's share based payments
arrangements and also adjusting for large corporate transaction and
restructuring costs. These have been separately identified by the
Directors and adjusted to provide an underlying measure of
financial performance. The reconciliation is set out on the income
statement and note 6 provides a summary of the amounts arising from
the large corporate transactions and restructuring costs.
(2) Transaction costs and other restructuring costs. See Note 6
(3) All amounts relate to continuing activities.
(6) All realised gains and losses are recognised in the
consolidated income statement and there is no other comprehensive
income.
(7) The notes on pages 25 to 36 form part of the Financial Information.
(8) There is no other comprehensive income in the years
presented and therefore no separate statement of other
comprehensive income is presented.
(9) As set out in the basis of preparation, the year ended 31 December 2021 is unaudited
Consolidated Statement of Financial Position
As at As at
31 December 31 December
Notes 2021 2020
----- ------------ ------------
GBP'000 GBP'000
Non-current assets
Goodwill 8 77,639 77,639
Intangible assets 8 29,421 28,526
Property, plant and equipment 9 4,277 2,302
Deferred tax asset 7,379 5,395
Right of use assets 1,400 940
------------ ------------
120,116 114,802
------------ ------------
Current assets
Inventories 10 8,214 5,622
Trade and other receivables 11 24,041 14,317
Short-term investments 50,000 -
Cash and cash equivalents 46,112 2,943
------------ ------------
128,367 22,882
------------ ------------
Total assets 248,483 137,684
Current liabilities
Trade and other payables 12 (36,173) (19,480)
Loans and borrowings 13 (707) (727)
Lease liabilities.......... (896) (484)
Provisions (160) (175)
------------ ------------
(37,936) (20,866)
------------ ------------
Net current assets 90,431 2,016
============ ============
Total assets less current liabilities 210,547 116,818
============ ============
Non-current liabilities
Loans and borrowings 13 (2,326) (10,806)
Other non-current liabilities - (1,000)
Lease liabilities.......... (763) (703)
Deferred tax liability (7,379) (5,395)
Provisions (244) (141)
------------ ------------
(10,712) (18,045)
------------ ------------
Total liabilities (48,648) (38,911)
Net assets 199,835 98,773
============ ============
Equity
Share capital 14 153 -
Share premium 138,740 26,400
Other reserves 2,264 -
Retained earnings 58,678 72,373
------------ ------------
199,835 98,773
============ ============
Consolidated Statement of Changes in Equity
As at 31 December 2021:
Share Share Other Retained Total
Capital Premium Reserves earnings equity
-------- -------- --------- --------- --------
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance as at 1 January 2021....... - 26,400 - 72,373 98,773
Loss after tax for the year - - - (14,322) (14,322)
Waived intercompany loan 627 627
Issue of shares during the year 153 112,340 112,493
Share based payments.............. - - 2,264 - 2,264
Balance as at 31 December 2021 153 138,740 2,264 58,678 199,835
======== ======== ========= ========= ========
As at 31 December 2020:
Share Share Other Retained Total
Capital Premium Reserves earnings equity
-------- -------- --------- --------- --------
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance as at 1 February 2020 - - - - -
Issue of shares during the year - 26,400 - - 26,400
Loss for the period - - - (12,193) (12,193)
Capital contribution(1) - - - 84,566 84,566
Balance as at 31 December 2020 - 26,400 - 72,373 98,773
======== ======== ========= ========= ========
(1) In 2020, parent company EDF Energy Customers Limited
("EECL") formally waived a loan to the Group. This amount has been
treated as a capital contribution and is not recognised in the
P&L.
Consolidated Statement of Cash Flow
11 Months
Year Ended Ended
31 December 31 December
Notes 2021 2020
----- ------------ ------------
GBP'000 GBP'000
Cash flows from operating activities
Operating loss (13,032) (12,193)
Adjustment for non-cash items:
Amortisation of intangible assets 8 3,670 2,823
Depreciation of tangible assets 9 650 347
Depreciation of right of use assets 609 445
Share based payment charges 15 2,422 -
------------ ------------
(5,681) (8,578)
Changes in working capital
(Increase)/Decrease in inventories (2,592) (2,198)
(Increase)/Decrease in trade and
other receivables (9,724) (5,435)
Increase/(Decrease) in trade and
other payables 15,693 9,711
Increase/(Decrease) in provisions 88 (9)
------------ ------------
3,465 2,069
------------ ------------
Net cash flow (used in) operating
activities (2,216) (6,509)
Cash flows from investing activities
Acquisition of subsidiaries - (85,196)
Purchase of tangible assets 9 (2,619) (2,422)
Purchase of intangible assets 8 (4,565) (1,963)
Redemption of/(cash invested in)
short-term investments (50,000) -
Interest received - 25
------------ ------------
Net cash flow (used in) investing
activities (57,184) (89,559)
Cash flows from financing activities
Borrowings forgiven - 84,566
Shares issued 14 120,074 1,341
Issurance cost of shares 14 (7,664)
Proceeds from new borrowings 13 1,477 11,290
Loan/bond repayment 13 (9,346) (1,000)
Payment of principal of lease liabilities (648) (504)
Payment of lease interest (118) (84)
Other Interest paid (1,206) (549)
------------ ------------
Net cash flows (used in) / generated
by financing activities 102,569 95,060
Net increase/(decrease) in cash
and cash equivalents 43,169 (1,008)
Cash and cash equivalents at beginning
of the year 2,943 3,951
Closing cash and cash equivalents 46,112 2,943
============ ============
Please note that GBP50,000k of cash was held in a short term
deposit account at the 31 December 2021 and for reporting purposes
is shown as an investment above. Closing cash and short term
investments total GBP96,112k.
Consolidated Notes to the financial statements
1. General information
Pod Point Group Holdings plc (referred to as the "Company") is a
public limited company incorporated in the United Kingdom under the
Companies Act 2006. Its registration number is 12431376. The
registered address is 28-42 Banner Street, London EC1Y 8QE.
The principal activity of the Company and its subsidiary
undertakings (the "Group") during the years presented is that of
development and supply of equipment and systems for recharging
electric vehicles. The entire issued share capital of the Company
was admitted to trading on the Main Market of the London Stock
Exchange on 9 November 2021. All figures presented in this audited
preliminary annoucement are in GBP sterling.
The Directors have made enquiries and reviewed cash flow
forecasts and available facilities for at least the next 12 months
(including subsequent events). Taking these into account the
Directors have formed a judgement, at the time of approving the
unaudited preliminary announcement, that there is a reasonable
expectation that the Company has adequate resources to continue in
operational existence for the foreseeable future. This judgement
has been formed taking into account the principal risks and
uncertainties that the Company faces.
2. Segment reporting
The Group has five operating and reportable segments which are
considered:
Reportable Segment Operations
--------------------------------------------- -------------------------------------------------
UK Home................................... Activities generated by the sale of charging
units to domestic customers for installation
in homes.
UK Commercial........................ Activities generated by the sale and installation
of charging units in commercial settings,
such as the destination, workplace and en-route
routes to market.
Norway....................................... Activities generated by the sale of charging
units to domestic and commercial customers
for installation in Norway.
Owned Assets............................ Operating activities relating to customer
contracts, in which Pod Point owns the charging
point assets but charges a fee for provision
of media screens on the units for advertising
purposes, and charges end customers for the
use of these assets.
Recurring.................................... Operating activities relating to the recurring
revenue generated on charging units, relating
to fees charged from the ongoing use of the
Pod Point software and information generated
from the management information system.
There are no transactions with a single external customer
amounting to 10 per cent. or more of the Group's revenues.
Work, destination and en-route revenues are routes to market
within the UK Commercial and Norway segments, rather than
individual business segments with the types of installations being
similar in all three.
UK Home, UK Commercial, Owned Assets and Recurring revenue not
generated in Norway are collectively referred to as UK. Norway
recurring and non-recurring activities are collectively referred to
as Norway. Norway includes both home and commercial charging.
Revenue has been further split into OZEV and non-OZEV revenues for
each segment. OZEV revenues are the portion of revenue generated
from an install, which are claimed from the DVLA by the Group on
behalf of customers who are eligible for the EVHS government
grant.
A breakdown of revenues and non-current assets by geographical
area is included in Note 4. Assets and liabilities are not reviewed
on a segmental basis and therefore have not been included in this
disclosure.
Segmental Analysis for the Year ended 31 December 2021:
UK UK Owned Total
Home Commercial Norway Assets Recurring Group
-------- ----------- ------- ------- --------- --------
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------- ----------- ------- ------- --------- --------
Revenue,
non-OZEV.............. 24,729 17,286 233 2,033 918 45,199
-------- ----------- ------- ------- --------- --------
OZEV revenue........................... 15,543 673 - - - 16,216
-------- ----------- ------- ------- --------- --------
Revenue........... 40,272 17,959 233 2,033 918 61,415
Cost of
sales... (28,925) (14,030) (444) (1,165) (506) (45,070)
-------- ----------- ------- ------- --------- --------
Gross Margin 11,347 3,929 (211) 868 412 16,345
-------- ----------- ------- ------- --------- --------
Administrative
Expenses......... (29,377)
-------- ----------- ------- ------- --------- --------
Operating
Loss........................... (13,032)
-------- ----------- ------- ------- --------- --------
Finance
income........................... -
-------- ----------- ------- ------- --------- --------
Finance
costs.. (1,290)
-------- ----------- ------- ------- --------- --------
Loss before
tax........................... (14,322)
-------- ----------- ------- ------- --------- --------
Segmental Analysis for the 11 months ended 31 December 2020:
UK UK Owned Total
Home Commercial Norway Assets Recurring Group
------- ----------- ------- ------- --------- --------
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------- ----------- ------- ------- --------- --------
Revenue,
non-OZEV............... 11,105 9,396 281 868 511 22,161
------- ----------- ------- ------- --------- --------
OZEV revenue 8,251 614 - - - 8,865
------- ----------- ------- ------- --------- --------
Revenue........... 19,356 10,010 281 868 511 31,026
Cost of
sales.... 14,420 7,748 411 394 337 23,310
------- ----------- ------- ------- --------- --------
Gross Margin... 4,936 2,262 (130) 474 174 7,716
------- ----------- ------- ------- --------- --------
Administrative
Expenses.......... (19,301)
------- ----------- ------- ------- --------- --------
Operating
Loss (11,585)
------- ----------- ------- ------- --------- --------
Finance
income........................... 25
------- ----------- ------- ------- --------- --------
Finance
costs.. (633)
------- ----------- ------- ------- --------- --------
Loss before
tax........................... (12,193)
------- ----------- ------- ------- --------- --------
3. Group operating loss
Loss for the year has been arrived at after
charging/(crediting):
11 Months
Year Ended Ended
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Amortisation of intangible fixed assets 3,670 2,823
Depreciation of tangible fixed assets 650 347
Depreciation of right of use asset 609 445
Exchange differences................ (10) 67
Cost of inventories recognised as an expense 24,554 13,158
Staff costs.................................... 22,418 16,615
4. Revenue and non-current assets
Revenue, analysed geographically between markets, was as
follows:
11 Months
Year Ended Ended
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
United Kingdom......................... 61,182 30,745
Norway......................................... 233 281
61,415 31,026
============ ============
Revenue, split between OZEV revenues and non-OZEV revenues was
as follows:
11 Months
Year Ended Ended
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Non-OZEV revenue................... 45,199 22,161
OZEV revenue............................ 16,216 8,865
61,415 31,026
============ ============
All OZEV revenue was earned in the UK. Non-current assets are
all held within the UK for all periods presented.
5. Directors and employees
The Group operates a defined contribution pension scheme. The
assets of the scheme are held separately from those of the Group in
an independently administered fund. The pension cost represents
contributions payable by the Group to the fund and amounted
GBP416,362 to for the year ended 31 December 2021 (11 months ended
31 December 2020: GBP261,533).
Pension contributions payable amount at 31 December 2021 was
GBP101,116 (2020: GBP52,011).
The table below presents the staff costs of these persons,
including those in respect of the Directors, recognised in the
income statement.
11 Months
Year Ended Ended
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Wages and salaries..................... 17,419 14,429
Social security costs................... 2,115 1,748
Costs of defined contribution scheme 416 262
Net share based payment expense 2,422 176
------------ ------------
22,372 16,615
============ ============
Staff costs presented in this Note reflect the total wage, tax
and pension cost relating to employees of the Group. These costs
are allocated between administrative expenses, cost of sales or
capitalised where appropriate as part of Software Development
intangible assets. The allocation between these areas is dependent
on the area of business the employee works in and the activities
they have undertaken.
During the year ended 31 December 2021, GBP2,903,567 of staff
costs were capitalised (11 months ended 31 December 2020:
GBP1,866,280).
Key management personnel
Key management personnel of the Group are the members of the
Board of Directors as well certain other members directing and
controlling the activities of the Group. Directors appointed by EDF
are remunerated by EDF and their costs are not recharged and an
allocation of cost is not considered readily identifiable.
Key management costs include the following expenses:
11 Months
Year Ended Ended
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Wages and salaries..................... 2,819 4,381
Social security costs................... 709 924
Costs of defined contribution scheme 85 60
Net share based payment expense 2,046 133
------------ ------------
5,659 5,498
============ ============
6. Adjusting large corporate transaction and restructuring costs
Adjusting large corporate transaction and restructuring costs,
for the purposes of presenting non-IFRS measure of adjusted EBITDA
are as follows:.
11 Months
Year Ended Ended
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Costs related to raising finance and other
corporate projects 5,536 152
Costs related to acquisition...... - 7,764
Restructuring costs..................... 203 -
5,739 7,916
============ ============
Raising finance relates to equity financing which given its
scale in the period is not considered to be in the normal course of
the operating business.
Acquisition costs include national insurance related to the
exercise of the share options, completion bonus payments to staff
and retention bonus awards relating to the acquisition of the
underlying Pod Point business in February 2020.
Restructuring costs are staff related costs arising from changes
to the senior management team and department reorganisations that
were not in the normal course of the operating business.
7. Finance income and finance costs
Net financing costs comprise bank interest income and interest
expense on borrowings, and interest expense on lease
liabilities.
11 Months
Year Ended Ended
31 December 31 December
2021 2020
------------ -------------
GBP'000 GBP'000
Interest on bank deposits.......... - 25
------------ -------------
Finance Income......................... - 25
------------ -------------
Interest on loans and bonds..... 1,172 544
Interest on lease liabilities......... 118 84
Interest on late payments......... - 5
------------ -------------
Finance Costs............................. 1,290 633
------------ -------------
Net finance costs recognised in the income
statement 1,290 608
============ =============
8. Intangible assets
Intangible assets as at 31 December 2021:
Customer
Development Brand Relationships Goodwill Total
----------- ------- -------------- -------- -------
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Cost:
At 1 January 2021.................... 6,235 13,940 13,371 77,639 111,185
Additions..................................... 4,565 - - - 4,565
At 31 December 2021............... 10,800 13,940 13,371 77,639 115,750
----------- ------- -------------- -------- -------
Accumulated amortisation:
At 1 January 2021.................... 3,564 639 817 - 5,020
Amortisation.............................. 2,082 697 891 - 3,670
At 31 December 2021............... 5,646 1,336 1,708 - 8,690
----------- ------- -------------- -------- -------
Carrying amounts:
At 31 December 2021............... 5,154 12,604 11,663 77,639 107,060
=========== ======= ============== ======== =======
Intangible assets as at 31 December 2020:
Customer
Development Brand Relationships Goodwill Total
----------- ------- -------------- -------- -------
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Cost:
At 1 February 2020.................... 4,269 - - - 4,269
Additions...................................... 1,966 - - - 1,966
Acquisitions through
business combinations - 13,940 13,371 77,639 104,950
At 31 December 2020............... 6,235 13,940 13,371 77,639 111,185
----------- ------- -------------- -------- -------
Accumulated amortisation:
At 1 February 2020.................... 2,197 - - - 2,197
Amortisation............................... 1,367 639 817 - 2,823
At 31 December 2020............... 3,564 639 817 - 5,020
----------- ------- -------------- -------- -------
Carrying amounts:
At 31 December 2020............... 2,671 13,301 12,554 77,639 106,165
=========== ======= ============== ======== =======
9. Property, Plant and Equipment
Property Plant and Equipment as at 31 December 2021:
S/Term Plant
Leasehold & Furniture Computer Owned
Property Machinery & fittings Equipment Assets Total
---------- ---------- ----------- ---------- ------- -------
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Cost:
At 1 January 2021 31 159 19 616 2,364 3,189
Additions......... - 70 - 221 2,328 2,619
---------- ---------- ----------- ---------- ------- -------
At 31 December 2021 31 229 19 837 4,692 5,808
---------- ---------- ----------- ---------- ------- -------
Accumulated depreciation
and impairment:
At 1 January 2021 30 119 19 471 248 887
Depreciation.. 1 34 - 82 527 644
---------- ---------- ----------- ---------- ------- -------
At 31 December 2021 31 153 19 553 775 1,531
---------- ---------- ----------- ---------- ------- -------
Carrying amounts:
At 31 December 2021 - 76 - 284 3,917 4,277
========== ========== =========== ========== ======= =======
Property Plant and Equipment As at 31 December 2020:
S/Term Plant Furniture
Leasehold & & Computer Owned
Property Machinery fittings Equipment Assets Total
---------- ---------- --------- ---------- ------- -------
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Cost:
At 1 February 2020 31 118 19 500 99 767
Additions......... - 41 - 116 2,265 2,422
---------- ---------- --------- ---------- ------- -------
At 31 December 2020 31 159 19 616 2,364 3,189
---------- ---------- --------- ---------- ------- -------
Accumulated depreciation
and impairment:
At 1 February 2020 29 114 17 342 38 540
Depreciation.... 1 5 2 129 210 347
---------- ---------- --------- ---------- ------- -------
At 31 December 2020 30 119 19 471 248 887
---------- ---------- --------- ---------- ------- -------
Carrying amounts:
At 31 December 2020 1 40 - 145 2,116 2,302
========== ========== ========= ========== ======= =======
10. Inventories
As at As at
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Finished goods............................ 4,962 4,716
Work in progress......................... 3,252 906
8,214 5,622
============ ============
The cost of inventories recognised as an expense during the year
ended 31 December 2021 in respect of continuing operations was
GBP24,554,303 (11 months ended 31 December 2020:
GBP13,158,238).
An impairment loss of GBP37,440 was recognised in cost of sales
against stock during the year ended 31 December 2021 due to
slow-moving and obsolete stock (11 months ended 31 December 2020:
GBP190,423).
11. Trade and other receivables
As at As at
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Trade receivables....................... 18,795 12,382
Loss allowance........................... (216) (368)
18,579 12,014
------------ ------------
Other receivables........................ 338 97
Prepayments and accrued income 5,124 2,206
24,041 14,317
============ ============
12. Trade and other payables and other non-current liabilities
12.1 Trade and other payables-current
As at As at
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Trade payables........................... 12,110 8,928
Other taxation and social security 1,020 389
Accruals and deferred revenue 20,568 9,968
Contingent consideration.......... 1,000 -
Other payables............................ 1,475 195
------------ ------------
36,173 19,480
============ ============
There is no material difference between the carrying value and
fair value of trade and other payables presented.
The contingent consideration of GBP1,000,000 relates to a
warranty retention liability which was set up on the acquisition of
Pod Point Holding Ltd by the Company in February 2020. No warranty
claims have been made against the shareholders of Pod Point Holding
Limited and the amount was repaid to shareholders of Pod Point
Holding Limited on 11 February 2022.
12.2 Other non-current liabilities
As at As at
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Contingent consideration.......... - 1,000
13. Loans and borrowings
As at As at
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
Current liabilities
Intercompany loan.................... - 630
Secured bank loan..................... 707 71
Bond............................................. - 26
------------ ------------
707 727
============ ============
Non-current liabilities
Intercompany loan.................... - 8,650
Secured bank loan..................... 2,326 1,938
Bond............................................. - 218
------------ ------------
2,326 10,806
============ ============
The bond which existed as of 31 December 2020 was redeemable by
the bondholders on the anniversary of the commencement date, in
January of each year, provided the bondholder had completed a
notice of redemption. The bond carried an interest rate of 8 per
cent. per annum. The entire bond was redeemed on 31 December
2021.
During the 11 months ended 31 December 2020, the Group entered
into GBP3.5 million facility agreement with Triodos Bank UK
Limited, to fund charging units owned by the Group and installed at
customer sites. The facility is structured as construction facility
while the assets are being installed, at which point the
outstanding balance will become an operating facility. The interest
rate is fixed at 3.5 per cent. The loan is repayable in eighteen
quarterly instalments starting one quarter after the start of the
operating facility.
As at 31 December 2020, the Group held intercompany loans with
parent companies EECL and LGCIL under a revolving credit facility.
For each loan drawn before 31 December 2021, the applicable rate of
interest on the loan is the reference rate (LIBOR) and the margin
(7.3 per cent. per annum). For each loan drawn on or after the rate
switch date on 31 December 2021, SONIA and a credit adjustment
spread rather than LIBOR will be used as the reference rate for
calculating interest for such loan. The entire balance of the loans
was repaid upon listing on 9 November 2021.
As of December 2020, the Group held an additional intercompany
loan with parent company EECL of GBP630,000 in addition to the loan
mentioned above. This loan was formally waived on 6 October 2021,
resulting in a corresponding increase to retained earnings at that
date.
14. Capital and reserves
The share capital in issue at each year and period end is as
follows:
As at 31 December As at 31 December
2021 2020
-------------------- -------------------
Number GBP'000 Number GBP'000
Allotted, called up and fully paid:
Ordinary shares of GBP0.001 each 153,403,537 153 - -
Ordinary shares of GBP0.0001 each - - 13,118 -
----------- ------- -------- ---------
On 10 December 2021, 549,000 shares were issued and allotted
pursuant to the Share Incentive Plan, bringing the total issued
share capital to 153,952,537.
IPO Reorganisation
As at 31 December 2020, the issued share capital of the Company
comprised 13,118 ordinary shares of GBP.0001 each. In connection
with admission, the Company reorganised its share capital as
follows:
-- On 20 October 2021, the Company issued 999,986,882 bonus
shares of GBP0.0001 each, resulting in a share capital of
GBP100,000, divided into 1,000,000,000 ordinary shares of GBP0.0001
each. Subsequently on 20 October 2021, the Company undertook a
consolidation of its share capital on a 10:1 basis, resulting in a
share capital of GBP100,000, divided into 100,000,000 ordinary
shares of GBP0.001 each. This resulted in a reduction of share
premium of GBP100,000.
-- On 9 November, 2021, Pod Point Group Holdings PLC issued
53,403,357 ordinary shares as part of the Initial Public Offering
in exchange for cash of GBP117,940,367, represented by share
capital of GBP53,403 and share premium of GBP112,229,304.
Immediately following Admission, the issued share capital of the
Company was GBP153,404, comprising of 153,403,537 shares of
GBP0.001 each.
Issuance costs of GBP7,664k were recognised against share
premium in accordance with the Companies Act 2006, section 610.
Share premium
The share premium reserve reflects the excess over nominal value
arising on the issue of ordinary shares. During 2020 as part of the
plans to acquire a 100% stake in Pod Point Holding Limited 13,118
shares with a nominal value of GBP0.0001 per share were issued to
EECL and LGCIL. A share premium reserve arose of GBP26.4 million.
See IPO reorganisation note above for effects on share premium as a
result of the Initial Public Offering in November 2021.
Other Reserves
Other reserves includes the share based payment charge on share
options issued to employees as detailed in Note 15 (Share based
payments).
Accumulated losses
Accumulated losses reserve represents the accumulated losses of
the Group generated through business activities. In 2020 a loan
from EECL of GBP84.6 million was waived resulting in a capital
contribution and a corresponding increase to retained earnings
15. Share based payments
Charge to the income statement:
The charge to the income statement is set out below:
11 months
Year ended ended
31 December 31 December
2021 2020
------------ ------------
GBP'000 GBP'000
IPO Restricted Share Award 2,257 -
IPO Performance Share Award 136 -
SIP 30 -
During the year ended 31 December 2021, the Group operated the
following share based payment schemes, all of which are equity
settled.
16. Earnings/(Loss) per share
Basic earnings per share is calculated by dividing the loss
attributable to the equity holders of the Group by the weighted
average number of shares in issue during the year.
The group has dilutive ordinary shares for the years ended 31
December 2018 and 31 December 2019, these being share options
granted to employees. As the Group has incurred a loss in all
periods, the diluted loss per share is the same as the basic
earnings per share as the loss has an anti-dilutive effect.
Year ended Year ended
31 December 31 December
2021 2020
------------ ------------
GBP GBP
Loss for the period attributable to equity
holders 14,322,377 12,192,652
Basic and diluted weighted average number
of shares in issue 107,750,615 100,000,000
Earnings/(Loss) per share (Basic and Diluted) (0.13) (0.12)
In determining the share numbers and earnings per share
calculation above the requirements of IAS 33 'Earnings per share'
have been applied to reflect the bonus issue and share
consolidation detailed in Note 14 as if it had taken place at the
start of the earliest period for which an earnings per share is
presented.
17. List of subsidiaries
The Group holds share capital in the following companies:
Country
of Registered
Name of company Incorporation Principle activity Ownership Address
------------------------------------------------- -------------- ------------------- ---------- -----------------
Development
and supply of 28-42 Banner
equipment and Street Banner
systems for Street, London,
electric charging England, EC1Y
Pod Point Limited................................ United Kingdom vehicles 100% 8QE
28-42 Banner
Street
Banner Street,
Pod Point Holding London, England,
Limited................... United Kingdom Holding Company 100% EC1Y 8QE
Development
and supply of 28-42 Banner
equipment and Street Banner
systems for Street, London,
electric charging England, EC1Y
Open Charge Limited........................... United Kingdom vehicles 100% 8QE
Development
and supply of
equipment and
systems for Engebrets
electric charging vei 3, 0275,
Pod Point Norge AS............................. Norway vehicles 100% Oslo, Norway
Development
and supply of 28-42 Banner
equipment and Street Banner
systems for Street, London,
Pod Point Asset One electric charging England, EC1Y
Limited............... United Kingdom vehicles 100% 8QE
18. Related parties
Transactions with Shareholders
For the 11 months ended 31 December 2020, the immediate parent
companies of the Group is EDF Energy Customers Limited , owning
77.5% and Legal & General Capital Investments Limited , owning
22.5%. As at 31 December 2020, the Group held a loan with EDF
Energy Customers Limited of GBP6,710,602 and a loan with Legal
& General Capital Investments Limited of GBP1,939,398. The
entire loan balances were repaid upon IPO in November 2021.
As at 31 December 2020, the Group held an additional loan of
GBP630,000 with EDF Energy Customers Limited, which on 6 October
2021 was formally waived, resulting in a corresponding increase to
retained earnings at that date.
During the 11 months ended 31 December 2020, the Group had the
following transactions with group companies part of the EDF Group
and Legal & General group:
Interest
and fees
on
Sales of Purchase intercompany
Group Company goods of goods loan
-------------------------------------------------------------------------------- ---------- --------- -------------
Legal & General
group....................................................................... GBP7,839 - GBP114,176
EDF Energy
Limited.........................................................................
.. GBP142,680 - -
EDF Energy Customers Limited
..................................................... - GBP88,149 GBP396,175
During the year ending 31 December 2021, the Group had the
following transactions group companies part of the EDF Group and
Legal & General group:
Interest
and fees
on
Sales of Purchase intercompany
Group Company goods of goods loan
------------------------------------------------------------------------------- ---------- ---------- -------------
Legal & General
group....................................................................... GBP46,305 - GBP232,040
EDF Energy
Limited........................................................................
... GBP262,777 - -
EDF Energy Customers Limited
..................................................... - GBP849,751 GBP806,032
Transactions with related parties who are not members of the
Group
During the year ended 31 December 2021, the Group had the
following transactions with a related party who is not a member of
the Group. Imtech Inviron Limited is a related party by virtue of
their ultimate parent and controlling party being Électricité de
France S.A.:
-- Sale of goods of GBP48,179 (11 months ended 31 December 2020: GBP174,155)
Transactions with key management personnel of the Group
Key Management Personnel are defined as member of the Group's
Strategic Board.
See Note 5 (Directors and employees) for details of compensation
of key management personnel. Certain employees hold shares in the
Group, including Key Management Personnel.
19. Post balance sheet events
The contingent consideration of GBP1,000,000 was repaid to
shareholders of Pod Point Holding Limited on 11 February 2022 as
detailed in Note 12.1.
20. Ultimate parent undertaking and controlling party
The immediate parent company of the Company and its subsidiaries
is EDF Energy Customers Limited , a company registered in the
United Kingdom.
The immediate parent company of EDF Energy Customers Limited is
EDF Energy Limited, a company registered in the United Kingdom.
At 31 December 2021 and 31 December 2020, Électricité de France
SA, a company incorporated in France, is regarded by the Directors
as the Company's ultimate parent company and controlling party.
This is the largest group for which consolidated financial
statements are prepared. Copies of that company's consolidated
financial statements may be obtained from the registered office at
Électricité de France SA, 22-30 Avenue de Wagram, 75382, Paris,
Cedex 08, France.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
FR UBRWRUOUUAAR
(END) Dow Jones Newswires
February 18, 2022 02:00 ET (07:00 GMT)
Pod Point (LSE:PODP)
Historical Stock Chart
From Jun 2024 to Jul 2024
Pod Point (LSE:PODP)
Historical Stock Chart
From Jul 2023 to Jul 2024
